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Music / Trout Mask Replica

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Fast and bulbous!

"I thought it was the worst thing I'd ever heard. I said to myself, they're not even trying! It was just a sloppy cacophony. Then I listened to it a couple more times, because I couldn't believe Frank Zappa [the producer] could do this to me — and because a double album cost a lot of money. About the third time, I realized they were doing it on purpose; they meant it to sound exactly this way. About the sixth or seventh time, it clicked in, and I thought it was the greatest album I'd ever heard."
Matt Groening, who placed the album at #34 on his list of his "100 Favorite Things"

Trout Mask Replica is Captain Beefheart's most well-known and notorious album. Released in 1969 and produced by Frank Zappa, it has never been a mainstream success, but became a Cult Classic for anyone with an ear for the bizarre and experimental.

Especially for first-time listeners, the record is a good example of True Art Is Incomprehensible, and is known for its jagged rhythms, lack of traditional harmony and melodies, and dissonant sounds. Many listeners give up after trying only a few songs or only playing it once. However, for the patient listener, it can be an experience that changes one's view of traditional harmony and melody.

Several avant-garde, progressive and Alternative Rock musicians have been influenced by Trout Mask Replica's free, bizarre and adventurous spirit. Celebrity fans include Matt Groening, Tom Waits, David Lynch, PJ Harvey, John Peel, John Frusciante, Kurt Cobain and Courtney Love.

The album cover was designed by Zappa's home designer Cal Schenkel.


Side one

  1. "Frownland" (1:41)
  2. "The Dust Blows Forward 'n the Dust Blows Back" (1:53)
  3. "Dachau Blues" (2:21)
  4. "Ella Guru" (2:26)
  5. "Hair Pie: Bake 1" (4:58)
  6. "Moonlight on Vermont" (3:59)

Side two

  1. "Pachuco Cadaver" (4:40)
  2. "Bills Corpse" (1:48)
  3. "Sweet Sweet Bulbs" (2:21)
  4. "Neon Meate Dream of a Octafish" (2:25)
  5. "China Pig" (4:02)
  6. "My Human Gets Me Blues" (2:46)
  7. "Dali's Car" (1:26)

Side three

  1. "Hair Pie: Bake 2" (2:23)
  2. "Pena" (2:33)
  3. "Well" (2:07)
  4. "When Big Joan Sets Up" (5:18)
  5. "Fallin' Ditch" (2:08)
  6. "Sugar 'n Spikes" (2:30)
  7. "Ant Man Bee" (3:57)

Side four

  1. "Orange Claw Hammer" (3:34)
  2. "Wild Life" (3:09)
  3. "She's Too Much for My Mirror" (1:40)
  4. "Hobo Chang Ba" (2:02)
  5. "The Blimp (mousetrapreplice)" (2:04)
  6. "Steal Softly Thru Snow" (2:18)
  7. "Old Fart at Play" (1:51)
  8. "Veteran's Day Poppy" (4:31)


  • Captain Beefheart: vocals, tenor and soprano saxophone, bass clarinet, musette, simran horn, hunting horn, jingle bells.
  • Jeff Cotton, nicknamed "Antennae Jimmy Semens": vocals, guitar.
  • Victor Hayden, nicknamed "The Mascara Snake": bass clarinet, backing vocals.
  • Mark Boston, nicknamed "Rockette Morton": bass guitar.
  • John French, nicknamed "Drumbo": drums, percussion.
  • Bill Harkleroad, nicknamed "Zoot Horn Rollo": guitar, flute.
  • Doug Moon: acoustic guitar on "China Pig".
  • Gary "Magic" Marker: bass guitar
  • Roy Estrada: bass guitar
  • Arthur Trip III: drums, percussion.
  • Don Preston: piano.
  • Ian Underwood: alto and tenor saxophone.
  • Bunk Gardner: alto and tenor saxophone.
  • Buzz Gardner: trumpet

I cannot go back to your tropeland!:

  • A cappella: "The Dust Blows Forward And The Dust Blows Back", "Well", "Orange Claw Hammer".
  • Album Title Drop: "Old Fart at Play".
    (...) the nose of the wooden mask / where the holes had just been a moment ago / was now smooth and amazingly blended camouflaged in / with the very intricate rainbow trout replica.
  • Alliterative Title: "The Dust Blows Forward And The Dust Blows Back, "Steal Softly Through Snow", "Sugar 'N' Spikes", "Sweet Sweet Bulbs".
  • And Starring:
    • Frank Zappa, producer of the record, can be heard on the tracks "Ella Guru", "Pena" and "The Blimp".
    • The Mothers of Invention are responsible for the backing track of "The Blimp", as Zappa recorded guitarist Jeff Cotton reciting one of Beefheart's poems over the phone and then played it over the Mothers' previously-recorded instrumental "Charles Ives".
    • Zappa's engineer Dick Kunc can be heard in the Studio Chatter of "She's Too Much for My Mirror"
  • Arc Words: The phrase “Fast and Bulbous” is mentioned quite a bit throughout the album. It’s pretty ambiguous in its meaning, but mostly refers to Beefheart’s idea of natural beauty, as first mentioned in “Ella Guru”.
    That’s right, the mascara snake. Fast and bulbous, tight also.
  • Bawdy Song: "Pena":
    Smoke billowing up between her legs made me vomit beautifully
  • Careful with That Axe: The entirety of "Pena" sans the spoken word intro.
  • Car Song: "Dali's Car", though it's an instrumental track.
  • Cool Old Lady: "Pachuco Cadaver":
    She looks like an old squaw Indian
    She 99, she won't go down
  • Continuity Nod:
    • "Hair Pie: Bake 1" and "Hair Pie: Bake 2".
    • The song "Pena" would be referenced again in "Hey Garland, I Dig Your Tweed Coat" from Ice Cream for Crow (1982).
  • Control Freak:
    • Beefheart forced his musicians to listen to his orders and wanted everything to sound exactly as he wanted it. He even recorded his vocal parts without ear phones, listening to the leakage from the studio, resulting in the lack of synchronisation between vocals and music (when asked about the synchronisation, he joked "That's what they do before a commando raid, isn't it?"). And when Zappa suggested the album be recorded in the band's house as an "ethnic field recording" (and because his engineer Dick Kunc had already been recording provisional backing tracks at the band's house; one of them made it to the album as "Hair Pie: Bake 1"), Beefheart suspected he was trying to record it cheaply and insisted it be recorded in an actual studio.
    • Beefheart also physically, verbally, and mentally abused his musicians, forcing them to submit to him and beating them until they were in tears. He also put them on a subsistence diet (to the point that they were once arrested for shoplifting food, with Zappa having to bail them out), forced them to practice for up to 14 hours a day without leaving the house, and kept what drummer John French described as a "Manson-esque", "cultlike" atmosphere in the house they shared in Woodland Hills. (He also mentioned that he had to live on a small cup of soybeans a day for a month.) Beefheart later gave the excuse he was suffering from drug-induced paranoia and believed the musicians would conspire against him otherwise, though how this explains his throwing French down a flight of stairs while recording Lick My Decals Off, Baby (1970) and constantly underpaid them for touring (Beefheart and the managers were first paid from gross proceeds, then once expenses were paid what remained was divided amongst the band) is anyone's guess.
    • Beefheart was most definitely not in a sane frame of mind during the writing of the album; he banned LSD from the band's house after he went down into the cellar on an acid trip, found mushrooms growing in a corner, and suffered a panic attack when he thought he'd discovered an alien life form invading the house.
  • Covers Always Lie: Beefheart is wearing a carp's head on the cover, not a trout.
  • Cryptic Conversation: The intro to "Pena"
    Frank Zappa: Okay, do it again, then we've won...
    Captain Beefheart: (laughs) I love that, I love those words.
    The Mascara Snake: "Fast and bulbous!"
    Captain Beefheart: "That's right, The Mascara Snake, fast and bulbous."
    The Mascara Snake: "Bulbous, also tapered."
    Captain Beefheart: Yeah, but you've got to wait until I say, "Also, a tin teardrop."
    The Mascara Snake: (snickering) Oh, Christ.
    Frank Zappa: All right. Again, beginning.
    The Mascara Snake: "Fast and bulbous!"
    Captain Beefheart: "That's right, The Mascara Snake, fast and bulbous. Also a tin teardrop."
    The Mascara Snake: "Bulbous, also tapered."
    Captain Beefheart: "That's right!"
  • Cryptically Unhelpful Answer: The intro to "Pachuco Cadaver":
    A squid eating dough in a polyethylene bag is fast 'n' bulbous, got me?
  • Darker and Edgier: Not only was Trout Mask Replica musically more extreme than Beefheart's previous albums (due to the fact that Zappa gave him total creative control!) but the lyrics were far more absurd and disturbing.
    • "Dachau Blues" is about The Holocaust.
    • "Veteran's Day Poppy" is about a woman lamenting the death of one of her children during the war.
    • "Ant Man Bee" tells about man's destruction of the environment.
    • The tracks "Pachuco Cadaver," "Bill's Corpse", "Fallin' Ditch," and "China Pig" all feature death.
    • "Pena" describes how a woman sitting on a turned-on waffle iron makes the protagonist "vomit beautifully," while "Neon Meate Dream of a Octafish" features a pun on the word "incest."
  • Dem Bones: Dancing skeletons in "Dachau Blues".
  • Escaped Animal Rampage: "Moonlight on Vermont"
    Somebody is leaving peanuts on the curbin
    For a white elephant escaped from zoo with love
  • Everything Has Rhythm: Patient listeners eventually discover that this record does have rhythm.
  • Face on the Cover: Subverted, Beefheart's face is hidden behind a carp's head.
  • Fast-Forward Gag: Near the end of "China Pig" the music suddenly speeds up and ends abruptly.
  • Fictional Country: "Frownland", though it's not literally about a country. The song is what Beefheart calls someone else's negative outlook on life. He's saying he wants to enjoy the world without being put off by the cynicism of others around him. Although plenty of Beefheart-inspired fiction uses "Frownland" as a setting.
  • Fighting for a Homeland: Beefheart literally sings about this in "Frownland".
    I want my own land
    Take my hand 'n' come with me
    It's not too late for you
    It's not too late for me
    To find my homeland
  • Fish People: Beefheart wears a carp's head on the cover, not a trout as the title implies. (Then again, it's a trout mask replica, so who knows.)
  • Genre-Busting: Beefheart was originally a blues singer, but this album doesn't sound anything like it. It's too extreme for rock either and is usually categorized under avant garde or progressive rock. Sometimes it's categorized under Outsider Music as well. Except for "China Pig," which is standard blues, albeit with some slightly odd lyrics (and occasional porcine snorting).
  • Grief Song: The mother in "Veteran's Day Poppy."
    I cry, but I can't buy your veteran's day poppy
    I don't get me high
    It can only make me cry
    It can never grow another son like the one who warmed me my days
  • Harsh Vocals: The singing in "Pena" is more close to screaming than anything else.
  • Hobos: "Orange Claw Hammer" and "Hobo Chang Ba" feature hobos.
  • Humans Are Bastards: Arguably a major theme throughout the album.
    • "Dachau Blues":
      The world can't forget that misery
      An' the young ones now beggin' the old ones please
      To stop bein' madmen 'fore they have t' tell their children
      'bout the burnin's back in World War Three's...
    • "Ant Man Bee":
      All the ants in God's garden they can't get along
      War still runnin' on
      It's for that one lump uh sugar
      That they won’t leave each other 'lone
    • "Steal Softly Thru Snow":
      Man's lived a million years an' still he kills.
  • Hurricane of Puns: A lot of lyrics on this album are puns and other forms of weird word play.
  • In Harmony with Nature: "The Dust Blows Forward And The Dust Blows Back," "Sweet Sweet Bulbs," "Ant Man Bee," "Wild Life" all show an idyllic idea of nature.
  • Kill the Ones You Love: Beefheart didn't want to kill his China Pig in "China Pig" but did it anyway, much to his regret.
  • Lady Looks Like a Dude: Alluded to throughout “When Big Joan Sets Up”, but one line in particular at the end of the track basically embodies the trope.
    Hoy, hoy, is she a boy?
  • Leave The Recording Running: During various moments on this album we can hear some Studio Chatter and/or random fly-on-the-wall moments recorded between takes. The best example can be heard after "Hair Pie Bake 1" ends and we hear Beefheart talking to two teenagers in the street, who wanted to ask him if his drummer could play in their Garage Band, assuming Beefheart and his musicians are just amateurs. When they hear him mention his band name and the fact they are actually making a recording the boys realize that they are dealing with professional musicians, prompting one of them to say to his friend: "I'll guess you won't get the drummer then."
  • Location Song: "Frownland", if taken literally. "Dachau Blues" is a song about the concentration camp in Germany. "Moonlight On Vermont" takes place in Vermont and describes all the strange things going on there.
  • Lunacy: "Moonlight On Vermont" describes moonlight driving people insane. The Good Captain warns that this madness can strike anyone, and indeed, it seems everyone has gone mad: members of high society members give up their comforts, a man goes on a pistol-shooting rampage, and even an elephant escapes its zoo, all because of the moon.
  • Lyrical Dissonance: But then again, even the music is dissonant.
  • Male Frontal Nudity: From "The Dust Blows Forward And The Dust Blows Back"
    Well I put down my bush/'n I took off my pants 'n felt free/ The breeze blowin' up me 'n up the canyon.
  • Mind Screw: With its mind-bending sound and surreal lyrics, this album is one of the best examples of this trope in music.
  • Miniscule Rocking: Six of the songs on the album ("Frownland", "The Dust Blows Forward 'n the Dust Blows Back", "Bills Corpse", "Dali's Car", "She's Too Much for My Mirror", and "Old Fart at Play") clock in at under two minutes.
  • Mundane Made Awesome: "Veteran's Day Poppy", a song about the flower sold on Veteran's Day is turned into a powerful Grief Song about a mother who lost her son in the war.
  • Nature Hero: "Wild Life" is about a man who decides to go up to the mountains to live with the bears.
  • Neologizer: The LP is full of words and phrases Beefheart used for their sound. He popularised the phrase "Old Fart" in the song "Old Fart At Play".
  • New Sound Album: His early albums, Safe as Milk and Strictly Personal already sounded different compared to other blues rock albums of the time, with their surreal lyrics and psychedelic sounds. However, this was nothing compared to Trout Mask Replica, where Beefheart virtually re-invented music by creating surreal poetry with dissonant musical arrangements that was way ahead of its time.
  • One-Man Song: "Old Fart At Play", "Bill's Corpse", "Ant Man Bee".
  • One-Woman Song: "Ella Guru", "Pena", "She's Too Much For My Mirror".
  • One-Word Title: "Frownland", "Well"
  • The Poppy: "Veteran's Day Poppy", about a mother who can't buy a poppy for Veteran's Day, because it reminds her of her son who died on the battlefield.
  • Product Placement:
    • "The Dust Blows Forward And The Dust Blows Back":
      Bubbles popped big 'n uh lipstick Kleenex hug on uh pointed forked twig
    • "Pachuco Cadaver"
      When she drives her Chevy/sissys don't dare to glance
  • Pun-Based Title: "Sugar 'n' Spikes" instead of the phrase "sugar and spice."
  • Record Producer: Frank Zappa.
  • Ripped from the Headlines: "Dachau Blues" is about the Holocaust and "The Blimp" deals with The Hindenburg disaster. "Veteran's Day Poppy" on the other hand, deals with The Vietnam War and specifically conscription leading to death. "Hobo Chang Ba" deals with an unspecified Asian immigrant to the US who is homeless and rides freight trains all day.
  • Sanity Slippage Song: Multiple examples, but most obviously in "Orange Claw Hammer":
    God, before me if I'm not crazy is my daughter!
  • Self-Deprecation: After the vaguely pretentious-sounding poem "Old Fart at Play" concludes, a bit of studio chatter is left in, with a band member saying "Oh, man, that's heavy."
  • Something Blues: "Dachau Blues" and "My Human Gets Me Blues".
  • Shout-Out:
    • The line "come out to show 'em" during "Moonlight on Vermont" refers to composer Steve Reich's musical piece "Come Out" (1966). Beefheart would reference it again during "Poofer's Wroth Wyoming Plans Ahead" from Bongo Fury.
    • "Dalis Car" references Salvador Dalí. The rock band Dalis Car took their name from this song.
    • "Moonlight On Vermont" shares its title with the crooner song "Moonlight In Vermont".
    • In the photos inside the liner notes of Zappa's Uncle Meat (1969) album the phrase "Fast 'n' bulbous" can be read.
    • "Ella Guru" has been covered by XTC in 1990.
    • The White Stripes covered "China Pig" on their album Party Of Special Things To Do.
    • The Belgian rock band dEUS sampled a portion of "The Blimp" on their debut single "Zea".
  • Shrouded in Myth: The entire album is the stuff of legends.
  • Singer Namedrop: "The Blimp" namedrops both the band, as well as the producer.
    This is what is going to make Captain Beefheart and his Magic Band a big hit, it's "The Blimp", it's "The Blimp", Frank.
  • Spell My Name With An S: The lyric sheet for the album is written in Beefheart's unique style of writing with "uh" for "a", "'n'" for "and", "t" for "to" etc. He
  • Stage Names: Beefheart gave his band members new, colorful stage names during the preparation of this album, including "Zoot Horn Rollo" (guitarist Bill Harkleroad), "Antennae Jimmy Semens" (guitarist Jeff Cotton), "The Mascara Snake" (clarinetist Victor Hayden), "Rockette Morton" (bassist Mark Boston) and "Drumbo" (drummer John French).
  • Stop and Go: "When Big Joan Sits Up", after the line "she's out of reach".
  • Starving Artist: The entire band was on welfare during the gestation of the album. Some of the band members were once arrested for stealing food because of the starvation diet they were all reduced to, with Zappa bailing them out.
  • Stepford Smiler: "Frownland:"
    My smile is stuck
    I cannot go back t' yer frownland
  • Studio Chatter: Seeing as Frank Zappa was fond of this, it's unsurprising that a certain amount of studio chatter was left in some of the spoken word tracks.
    She's too much for my — or anybody's — mirror. Number two.
  • Unbuilt Trope / Ur-Example: The angular, atonal riffs, and odd time signatures predate Math Rock by almost 20 years. The nature of the sound also channels then-uncodified Noise Rock.
  • Vomit Indiscretion Shot: "Pena:"
    The smoke between her legs made me vomit beautifully
  • War Is Hell: "Veteran's Day Poppy," "Dachau Blues," and "Ant Man Bee." ...All criticize humanity killing others.
  • Word Salad Lyrics: Every track with lyrics.
  • World of Chaos: Beefheart's lyrics and topics defy the laws of physics.
  • World War III: Mentioned in "Dachau Blues:"
    Three little children with doves on their shoulder
    Their eyes rolled back in ecstasy cryin'
    Please old man, stop this misery
    They're countin' out the devil
    With two fingers on their hands
    Beggin' the Lord don't let the third one land
    On World War Three
    On World War Three
  • Xenofiction: "Neon Meate Dream of a Octafish," which describes the surreal dream of an octafish.
  • Zeppelins from Another World: How else would you describe a song like "The Blimp"?